Additional Liabilities means the additional liabilities mentioned in Part I of Schedule G which are to be paid by the Allottee in addition to the Agreed Consideration/Total Price and shall also include any other additional amounts that may be required to be paid by the Allottee;
Additional Liabilities means, in relation to any Liability, any money, debt or liability due, owing or incurred under or in connection with:
Examples of Additional Liabilities in a sentence
The Allottee has also agreed to make timely payment of the Additional Liabilities and Deposits mentioned in Schedule G.
The Additional Liabilities and Deposits are an integral part of the transaction and non-payment/delayed payments thereof shall also result in default on the part of the Allottee and the consequences mentioned in Clause 9.3 shall follow.
The Additional Liabilities and Deposits are an integral part of the transaction and non- payment/delayed payments thereof shall also result in default on the part of the Allottee and the consequences mentioned in Clause 9.3 shall follow.
The Guarantors hereby jointly and severally, irrevocably and unconditionally (a) guarantee to the Bank the full and punctual payment when due (whether at stated maturity, by acceleration or otherwise) by the Debtors of all Obligations, and (b) agree to pay to the Bank all Additional Liabilities immediately when due or on demand.
The Allottee has also agreed to make timely payment of the Additional Liabilities and Deposits mentioned in Schedule F.
More Definitions of Additional Liabilities
Additional Liabilities means the additional liabilities mentioned in Agreed Consideration/Total Price and shall also include any other additional amounts that may be required to be paid by the Allottee;
Additional Liabilities is defined in Section 1.3(b).
Additional Liabilities means (i) any and all liabilities of the Company, contingent or otherwise (and for the avoidance of doubt (x) any amounts paid to current or former directors and officers of the Company in connection with the releases contemplated by Section 5.16 and (y) any amounts permitted to be paid under Section 4.1(b)(xv) of the Company Disclosure Letter), related to the business activities and operations of the Company prior to the Merger Effective Time, except as (but only to the extent) set forth as a quantified amount of liability set forth in Section 8.1(b)(ii) of the Company Disclosure Letter; it being understood and agreed for the avoidance of doubt that, with respect to any specific category of liability set forth on Section 8.1(b)(ii) of the Company Disclosure Letter, if the actual amount of such specifically-identified type of liability exceeds the applicable estimated amount set forth on Section 8.1(b)(ii) of the Company Disclosure Letter, then such excess amount shall be deemed to be part of “Additional Liabilities”; it further being understood that “Additional Liabilities” shall not include any liabilities fully insured against (but only to the extent in excess of any applicable deductible and below any payment cap) under Company’s insurance policies as in effect as of the Merger Effective Time; (ii) the expenses of the Avigen Representative (as set forth in Section 1.16) incurred in connection with this Agreement and (iii) the expenses of the Holder Representative (as defined in the agreement governing the Contingent Payment Rights and as set forth in Section 7.2 of such agreement) incurred prior to June 30, 2010.
Additional Liabilities shall have the meaning set forth in Section 1.4(d).
Additional Liabilities in relation to any obligation or liability means any refinancing (in respect of the Senior Debt within the parameters set out in clause 4.2 (Limits on priority of Senior Debt) and in respect of the Mezzanine Debt within the parameters set out in clause 5.13 (Limits on Priority of Mezzanine Debt)), novation (not being a transfer permitted by the Finance Documents), refunding, deferral or extension of those liabilities;
Additional Liabilities shall have the meaning given to such term in Section 5.1 of this Agreement. Agreement. "Agreement" shall mean the Stock Purchase Agreement to which this Exhibit A is attached (including the Disclosure Schedule), as it may be amended from time to time. Annual Statements. "Annual Statements" shall have the meaning given to such term in Section 2.4(a) of this Agreement. Bank. "Bank" shall have the meaning given to such term in Section 1.3(c) of this Agreement. Bank Guarantee. "Bank Guarantee" shall have the meaning given to such term in Section 1.3(c) of this Agreement. Book Value. "Book Value" shall have the meaning given to such term in Section 1.5(d) of this Agreement. Book Value Notice. "Book Value Notice" shall have the meaning given to such term in Section 1.5(d) of this Agreement. Breach. There shall be deemed to be a "Breach" of a representation and warranty, covenant, obligation or other provision if there is or has been any inaccuracy in or breach of, or any failure to comply with or perform, such representation and warranty, covenant, obligation or other provision and the term "Breach" shall be deemed to refer to any such inaccuracy, breach, failure, claim or circumstance. Claimed Amount. "Claimed Amount" shall have the meaning given to such term in Section 4.3(a) of this Agreement. Claim Notice. "Claim Notice" shall have the meaning given to such term in Section 4.3(a) of this Agreement. Companies. "Companies" means the Company and each Entity set forth in Part 2.1(d) of the Disclosure Schedule. Company. "Company" shall have the meaning given to such term in Recital A of this Agreement. Company Capital Stock. "Company Capital Stock" shall have the meaning given to such term in Recital A of this Agreement. Company Contract. "Company Contract" shall mean any Contract: (a) to which any of the Companies is a party; (b) by which any of the Companies or any of their assets is or may become bound or under which the Company has, or may become subject to, any obligation; or (c) under which any of the Companies has or may acquire any right or interest. Company Proprietary Asset. "Company Proprietary Asset" shall mean any Proprietary Asset owned by or licensed to any of the Companies or otherwise used by any of the Companies. Company Return. "Company Return" shall have the meaning given to such term in Section 2.14(a) of this Agreement. Confidential Information. "Confidential Information" shall have the meaning given to such term in Section 6.1(a) of this Ag...
Additional Liabilities means, as of the Calculation Time, the total of those categories of balance sheet Liabilities of the Acquired Companies set forth on Schedule 1.1-AL, in each case, prepared in accordance with GAAP and for each such category the amount thereof shall include all applicable interest on any such payables, loans or other expenses accrued prior to October 16, 2020 and shall not include any interest on any such payables, loans or other expenses accrued after October 16, 2020.